Diebold Nixdorf chapter 11 cases and Dutch WHOA proceeding

Davis Polk is advising an ad hoc group of secured creditors in connection with the chapter 11 restructuring of Diebold Nixdorf, Incorporated and certain of its subsidiaries and the related proceedings under the Dutch Act on Confirmation of Extrajudicial Plans (Wet homologatie onderhands akkoord or WHOA). On June 1, 2023, Diebold filed voluntary chapter 11 petitions in the United States Bankruptcy Court for the Southern District of Texas. Shortly before the filing, the ad hoc group executed a restructuring support agreement with Diebold, which, among other things, contemplates a $1.25 billion DIP financing loan backstopped by members of the ad hoc group.

The DIP financing, which was approved on an interim basis by the Bankruptcy Court at Diebold’s “first day” hearing held on June 2, 2023, will provide ongoing liquidity for Diebold’s chapter 11 cases and will be used to immediately refinance certain of Diebold’s existing indebtedness.

As of May 31, 2023, the ad hoc group held approximately 80% of Diebold’s superpriority term loans, 78% of Diebold’s first-lien term loans, 76% of Diebold’s first-lien notes and 59% of Diebold’s second-lien notes.

Incorporated in Ohio, Diebold is a global leader in financial and retail technology, with presence in over 100 countries. In addition to producing hardware, such as ATMs, Diebold provides maintenance services for its hardware and produces banking and retail software.

The Davis Polk restructuring team includes partners Damian S. Schaible and Adam L. Shpeen and associates Dylan A. Consla, Amber Leary, Mariya Dekhtyar and Linyang Wu. The finance team includes counsel Christian Fischer and Jason Palios and associates Alexander K.B. Shimamura, Bryan Mendiola and Audrey Youn. Counsel Robert (Bodie) Stewart is providing capital markets advice. Partner Lucy W. Farr is providing tax advice. All members of the Davis Polk team are located in the New York office.